329 Distribution of company assets

(1) Subject to the provisions of —
company assets

(a) this Act, including, without limitation, sections 330, 331 and
332;

(b) any agreement between the company and any creditor thereof as
to the subordination of the debts due to that creditor to the debts
due to the company‘s other creditors; and

(c) any agreement between the company and any creditor thereof as
to set-off,

the company‘s assets in a winding up shall be realised and shall be
applied in satisfaction of the company‘s debts and liabilities on
aparipassu basis.

(2) Any surplus assets of the company shall thereafter be distributed (unless
the memorandum or articles provide otherwise) among the members
according to their respective rights and interests in the company.